Announcement of pricing of approximately $1,088 million senior notes
Business Update | April 17, 2026
THIS RELEASE CONTAINS INSIDE INFORMATION
CANPACK GROUP, INC.
CANPACK S.A.
(“CANPACK”, the “Company”, or the “Group”)
Announcement of pricing of approximately $1,088 million (equivalent in a combination of USD and EUR) senior notes
CANPACK GROUP, INC. AND CANPACK S.A. are pleased to announce that they have priced their upsized issuance of $500 million aggregate principal amount of 6.000% senior notes due 2031 and €500 million aggregate principal amount of 4.875% senior notes due 2032 (together, the “Notes”). The net proceeds of the Notes will be used (i) to redeem in full the Company’s existing €600 million aggregate principal amount of 2.375% senior notes due 2027, (ii) to repay and cancel the existing bridge loan, (iii) to pay fees, costs and expenses in connection with the transactions and (iv) for general corporate purposes. Interest on the Notes will be payable semi-annually in arrears. The offering of the Notes is expected to close and the Notes are expected to be issued on or about April 27, 2026, subject to customary conditions precedent for similar transactions.
This announcement may contain inside information within the meaning of Regulation (EU) 596/2014 and any relevant implementing rules and regulations.
The Notes and the guarantees thereof have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the Notes will be offered only to qualified institutional buyers and to non-US persons outside the United States in reliance on Rule 144A and Regulation S under the Securities Act, respectively. Unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. In addition, this announcement does not constitute a notice of redemption of the existing €600 million aggregate principal amount of 2.375% Senior Notes due 2027.
The Notes are not intended to be offered, sold or otherwise made available to, and should not be offered, sold or otherwise made available to, any EEA retail investor in the EEA. For these purposes, the expression “EEA retail investor” means a person who is one (or more) of: (i) a “retail client” as defined in point (11) of Article 4(1) of MiFID II; or (ii) a customer within the meaning of the Insurance Distribution Directive, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a “qualified investor” as defined in the EU Prospectus Regulation. Consequently, no key information document required by Regulation (EU) 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the Notes or otherwise making them available to EEA retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any EEA retail investor in the EEA may be unlawful under the PRIIPs Regulation. The preliminary offering memorandum has been prepared on the basis that any offer of the Notes in any member state of the EEA will be made pursuant to an exemption under the EU Prospectus Regulation from the requirement to publish a prospectus for offers of notes. The preliminary offering memorandum is not a prospectus for the purposes of the EU Prospectus Regulation.
The Notes are not intended to be offered, sold, distributed or otherwise made available to and should not be offered, sold, distributed or otherwise made available to any U.K. retail investor in the U.K. For these purposes, a “U.K. retail investor” means a person who is one (or both) of: (i) not a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) 600/2014 as it forms part of domestic law by virtue of the EUWA; or (ii) not a qualified investor as defined in paragraph 15 of Schedule 1 to the Public Offers and Admissions to Trading Regulations 2024 (“POATRs”). Consequently, no disclosure document required by the FCA Product Disclosure Sourcebook (“DISC”) for offering, selling or distributing the Notes or otherwise making them available to U.K. retail investors in the U.K. has been prepared and therefore offering, selling or distributing the Notes or otherwise making them available to any U.K. retail investor in the U.K. may be unlawful under DISC and the Consumer Composite Investments (Designated Activities) Regulations 2024. The preliminary offering memorandum has been prepared on the basis that any offer of the Notes in the U.K. will be made pursuant to an exception from the prohibition on offers of notes to the public under the POATRs.
This communication is being distributed only to, and is directed at persons who (i) persons who are outside the U.K., (ii) persons who have professional experience in matters relating to investments and are investment professionals as defined within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Order”), (iii) high net worth bodies corporate and any other person falling within Article 49(2)(a) to (d) of the Order, or (iv) persons to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000 (as amended, “FSMA”)) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.
Neither the content of the Company’s website nor any website accessible by hyperlinks on the Company’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement may include projections and other “forward-looking” statements within the meaning of applicable securities laws. Any such projections or statements reflect the current views of the Company about future events and financial performance. The use of any of the words “expect,” “anticipate,” “continue,” “will,” “project,” “should,” “believe,” “plans,” “intends” and similar expressions are intended to identify forward-looking information or statements. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that such statements and information will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. The forward-looking statements and information contained in this announcement are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.